(i) unless such Tax is a Lessor Tax, pay such additional
 amount as shall be necessary to enable such Tax
 Indemnitee to receive, after such deduction or
 withholding (including any deduction or withholding with
 respect to such additional amount) and after subtracting
 the net amount of all Taxes (including Lessor Taxes)
 payable by such Tax Indemnitee as a result of such Tax
 Indemnitee's receipt or accrual of such additional
 amount, the amount which such Tax Indemnitee would have
 received if such deduction or withholding had not been
 required;

 (ii) pay the amount required to be deducted or withheld to
 the appropriate Government Entity or other taxing
 authority in a timely and proper manner; and

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 (iii) deliver to such Tax Indemnitee, not later than thirty
 (30) days after the date on which such payment is paid,
 an original receipt issued by the relevant Government
 Entity or other taxing authority or other documentation
 reasonably acceptable to such Tax Indemnitee verifying
 that the obligation described in subclause (ii) has been
 timely and properly performed.

 5.8 TAX INDEMNITY: